T&C - Terms and conditions of SOLENTO e.K. with information for customers

Table of Contents

1. scope of application

2. conclusion of contract

3. right of cancellation

4. prices and terms of payment

5 Delivery and dispatch conditions

6. reservation of title

7. liability for defects (warranty)

8. special conditions for the processing of goods according to specific customer specifications

9. special conditions for assembly/installation services

10. special conditions for repair services

11. applicable law

12. place of jurisdiction

13. alternative dispute resolution

1 Scope of application

1.1 These General Terms and Conditions (hereinafter referred to as ‘GTC’) of the company SOLENTO e.K. - Dr Markus Witte - Mariannenweg 24 - 61348 Bad Homburg (hereinafter referred to as ‘Seller’) shall apply to all contracts concluded between a consumer or a trader (hereinafter referred to as ‘Client’) and the Seller relating to all goods and/or services presented in the Seller's online shop. The inclusion of the Customer's own terms and conditions is hereby rejected, unless otherwise agreed.

1.2 A consumer within the meaning of these GTC is any natural person who enters into a legal transaction for purposes that are predominantly outside his trade, business or profession.

1.3 An entrepreneur within the meaning of these GTC is a natural or legal person or a partnership with legal capacity who, when concluding a legal transaction, acts in the exercise of their commercial or independent professional activity.

2 Conclusion of contract

2.1 The product descriptions contained in the seller's online shop do not constitute binding offers on the part of the seller, but serve to submit a binding offer by the customer.

2.2 The customer can submit the offer via the online order form integrated into the seller's online shop. After placing the selected goods in the virtual shopping basket and going through the electronic ordering process, the customer submits a legally binding contractual offer with regard to the goods contained in the shopping basket by clicking the button that concludes the ordering process. The customer can also submit the offer to the seller by telephone, email, WhatsApp or post.

2.3 The seller can accept the customer's offer within five days by sending the customer a written order confirmation or an order confirmation in text form (fax or e-mail), whereby the receipt of the order confirmation by the customer is decisive in this respect, or by delivering the ordered goods to the customer, whereby the receipt of the goods by the customer is decisive in this respect, or by requesting payment from the customer after placing the order. If several of the aforementioned alternatives exist, the contract is concluded at the point in time at which one of the aforementioned alternatives occurs first. The period for accepting the offer begins on the day after the offer is sent by the customer and ends at the end of the fifth day following the sending of the offer. If the seller does not accept the customer's offer within the aforementioned period, this shall be deemed a rejection of the offer with the consequence that the customer is no longer bound by his declaration of intent.

2.4 When submitting an offer via the seller's online order form, the text of the contract is saved by the seller after the contract is concluded and sent to the customer in text form (e.g. email, fax or letter) after the customer's order has been sent. The seller will not make the text of the contract available beyond this.

2.5 Before placing a binding order via the seller's online order form, the customer can recognise possible input errors by carefully reading the information displayed on the screen. An effective technical means of better recognising input errors can be the browser's magnification function, which enlarges the display on the screen. The customer can correct his entries during the electronic ordering process using the usual keyboard and mouse functions until he clicks on the button that concludes the ordering process.

2.6 The German and English languages are available for the conclusion of the contract.

2.7 Order processing and contact are generally carried out by e-mail and automated order processing. The customer must ensure that the e-mail address provided by him for order processing is correct so that the e-mails sent by the seller can be received at this address. In particular, when using SPAM filters, the customer must ensure that all e-mails sent by the seller or by third parties commissioned by the seller to process the order can be delivered.

3. right of cancellation

All products are customised, individually manufactured goods. The buyer is therefore not entitled to a right of withdrawal (ECJ ruling of 21.10.2020, Ref. C-529/19).

4 Prices and terms of payment

4.1 Unless otherwise stated in the seller's product description, the prices quoted are total prices that include statutory VAT. Any additional delivery and shipping costs will be indicated separately in the respective product description, shopping basket, order confirmation and invoice.

4.2 The customer will be informed of the payment option(s) in the seller's online shop.

4.3 If advance payment by bank transfer has been agreed, payment is due immediately after conclusion of the contract, unless the parties have agreed a later due date.

4.4 If the payment method purchase on account is selected, the purchase price is due after the goods have been delivered and invoiced. In this case, the purchase price must be paid within 7 (seven) days of receipt of the invoice without deduction, unless otherwise agreed. The seller reserves the right not to offer the payment method purchase on account at all or only up to a certain order volume and to reject this payment method if the specified order volume is exceeded. In this case, the seller will inform the customer of a corresponding payment restriction in his payment information in the online shop.

5 Delivery and shipping conditions

5.1 If the seller offers to dispatch the goods, delivery shall be made within the delivery area specified by the seller to the delivery address specified by the customer, unless otherwise agreed. The delivery address specified in the seller's order processing is decisive for the transaction.

5.2 Goods that are delivered by a forwarding agent are delivered ‘free kerbside’, i.e. to the public kerbside nearest to the delivery address, unless otherwise stated in the shipping information in the seller's online shop and unless otherwise agreed.

5.3 If the delivery of the goods fails for reasons for which the customer is responsible, the customer shall bear the reasonable costs incurred by the seller as a result.

5.4 If the customer is acting as an entrepreneur, the risk of accidental loss and accidental deterioration of the goods sold shall pass to the customer as soon as the seller has delivered the goods to the forwarding agent, carrier or other person or organisation designated to carry out the shipment. If the customer is acting as a consumer, the risk of accidental loss and accidental deterioration of the goods sold shall not pass to the customer until the goods are handed over to the customer or a person authorised to receive them. Notwithstanding this, the risk of accidental loss and accidental deterioration of the goods sold shall pass to the customer, even in the case of consumers, as soon as the seller has delivered the goods to the forwarding agent, the carrier or the person or organisation otherwise designated to carry out the shipment, if the customer has commissioned the forwarding agent, the carrier or the person or organisation otherwise designated to carry out the shipment and the seller has not previously named this person or organisation to the customer.

5.5 The Seller reserves the right to withdraw from the contract in the event of incorrect or improper self-delivery. This shall only apply in the event that the Seller is not responsible for the non-delivery and the Seller has concluded a specific covering transaction with the supplier with due care. The seller shall make every reasonable effort to procure the goods. In the event of non-availability or only partial availability of the goods, the customer shall be informed immediately and the consideration shall be reimbursed without delay.

5.6 Self-collection is not possible for logistical reasons.

6 Retention of title

If the seller makes advance payment, he shall retain title to the delivered goods until the purchase price owed has been paid in full.

7 Liability for defects (warranty)

7.1 Unless otherwise stated in the following provisions, the provisions of statutory liability for defects shall apply. This does not apply to contracts for the delivery of goods:

7.2 If the customer acts as an entrepreneur,

- the seller has the choice of the type of subsequent fulfilment;

- in the case of new goods, the limitation period for defects is one year from delivery of the goods;

- in the case of used goods, the rights and claims for defects are excluded;

- the limitation period shall not recommence if a replacement delivery is made as part of the liability for defects.

7.3 The above limitations of liability and shortening of time limits do not apply to claims for damages and reimbursement of expenses by the customer in the event that the seller has fraudulently concealed the defect,

for goods that have been used for a building in accordance with their normal use and have caused its defectiveness, for any existing obligation of the seller to provide updates for digital products, in the case of contracts for the delivery of goods with digital elements.

7.4 In addition, for entrepreneurs, the statutory limitation periods for any existing statutory right of recourse shall remain unaffected.

7.5 If the customer acts as a merchant within the meaning of Section 1 of the German Commercial Code (HGB), he shall be subject to the commercial obligation to inspect and give notice of defects in accordance with Section 377 HGB. If the customer fails to fulfil the notification obligations regulated therein, the goods shall be deemed approved.

7.6 If the customer is acting as a consumer, he is requested to complain to the deliverer about delivered goods with obvious transport damage and to inform the seller of this. If the customer fails to do so, this shall have no effect on his statutory or contractual claims for defects.

8 Special conditions for the processing of goods according to specific customer specifications

8.1 If, according to the content of the contract, the Seller is also responsible for processing the goods in accordance with specific customer specifications in addition to the delivery of goods, the customer must provide the Seller with all content required for processing, such as texts, images or graphics in the file formats, formatting, image and file sizes specified by the Seller and grant the Seller the necessary rights of use. The customer is solely responsible for the procurement and acquisition of rights to this content. The customer declares and accepts responsibility for ensuring that he has the right to use the content provided to the seller. In particular, the customer shall ensure that no third-party rights are infringed, in particular copyrights, trademark rights and personal rights.

8.2 The Customer shall indemnify the Seller against any claims by third parties which they may assert against the Seller in connection with an infringement of their rights by the contractual use of the Customer's content by the Seller. The customer shall also assume the necessary costs of legal defence, including all court and legal fees in the statutory amount. This does not apply if the customer is not responsible for the infringement. In the event of a claim by a third party, the customer is obliged to provide the seller immediately, truthfully and completely with all information necessary for the examination of the claims and a defence.

8.3 The seller reserves the right to refuse processing orders if the content provided by the customer for this purpose violates legal or official prohibitions or offends common decency. This applies in particular to the provision of anti-constitutional, racist, xenophobic, discriminatory, offensive, youth-endangering and/or violence-glorifying content.

9. special conditions for assembly/installation services

If, according to the content of the contract, the seller is also responsible for the assembly or installation of the goods at the customer's premises in addition to the delivery of the goods, as well as any corresponding preparatory measures (e.g. measurement), the following shall apply:

9.1 The Seller shall provide its services at its own discretion in its own person or by qualified personnel selected by it. In doing so, the Seller may also utilise the services of third parties (subcontractors) acting on its behalf. Unless otherwise stated in the seller's service description, the customer shall not be entitled to select a specific person to perform the desired service.

9.2 The Customer shall provide the Seller with the information required for the provision of the service owed in full and truthfully, insofar as the procurement of such information does not fall within the scope of the Seller's obligations according to the content of the contract.

9.3 The Seller shall contact the Customer after conclusion of the contract in order to agree a date for the service owed. The Customer shall ensure that the Seller or its authorised personnel have access to the Customer's facilities on the agreed date.

9.4 The risk of accidental loss and accidental deterioration of the goods sold shall not pass to the customer until the installation work has been completed and handed over to the customer.

10. special conditions for repair services

If the Seller owes the repair of an item of the Customer according to the content of the contract, the following shall apply:

10.1 Repair services shall be provided at the Seller's registered office.

10.2 The Seller shall provide its services at its own discretion either in person or through qualified personnel selected by it. In doing so, the Seller may also utilise the services of third parties (subcontractors) who work on its behalf. Unless otherwise stated in the seller's service description, the customer has no right to select a specific person to perform the desired service.

10.3 The Customer shall provide the Seller with all information required for the repair of the item, unless the procurement of such information is not the responsibility of the Seller according to the content of the contract. In particular, the Customer shall provide the Seller with a comprehensive description of the defect and inform the Seller of all circumstances that may be the cause of the defect found.

10.4 Unless otherwise agreed, the Customer must send the item to be repaired to the Seller's registered office at its own expense and risk. The Seller recommends that the Customer takes out transport insurance for this purpose. Furthermore, the Seller recommends that the Customer send the item in suitable transport packaging in order to reduce the risk of transport damage and to conceal the contents of the packaging. The Seller shall inform the Customer immediately of any obvious transport damage so that the Customer can assert any rights it may have against the carrier.

10.5 The goods shall be returned at the customer's expense. The risk of accidental loss and accidental deterioration of the goods shall pass to the customer when the goods are handed over to a suitable carrier at the seller's place of business. At the Customer's request, the Seller shall take out transport insurance for the goods.

10.6 The aforementioned provisions do not limit the Customer's statutory rights in the event of defects in the case of the purchase of goods from the Seller.

10.7 The Seller shall be liable for defects in the repair service provided in accordance with the provisions of statutory liability for defects.

11 Applicable law

The law of the Federal Republic of Germany shall apply to all legal relationships between the parties to the exclusion of the laws on the international purchase of movable goods. In the case of consumers, this choice of law shall only apply insofar as the protection granted by mandatory provisions of the law of the country in which the consumer has his habitual residence is not withdrawn.

12 Place of jurisdiction

If the customer acts as a merchant, a legal entity under public law or a special fund under public law with its registered office in the territory of the Federal Republic of Germany, the exclusive place of jurisdiction for all disputes arising from this contract shall be the registered office of the seller. If the customer is domiciled outside the territory of the Federal Republic of Germany, the place of business of the seller shall be the exclusive place of jurisdiction for all disputes arising from this contract if the contract or claims arising from the contract can be attributed to the professional or commercial activity of the customer. In the above cases, however, the seller is in any case entitled to appeal to the court at the customer's place of business.

13 Alternative dispute resolution

13.1 The EU Commission provides a platform for online dispute resolution on the Internet at the following link:https://ec.europa.eu/consumers/odr

This platform serves as a contact point for the out-of-court settlement of disputes arising from online purchase or service contracts in which a consumer is involved.

13.2 The seller is neither obliged nor willing to participate in a dispute resolution procedure before a consumer arbitration board.